Nazareth Pennsylvania, hometown of the Andretti family. This was the superstar driver's first race as team owner, after retiring at this year's Indy 500. Acting as grand marshal, the race began with his voicing calling out, "Gentlemen, start your engines."

Nazareth enjoyed pleasant weather on both the day of the qualifiers and the day of the race. Bryan Herta, driver for the team owned by Andretti (Andretti Green Racing) showed some aggressive and tenacious driving to move up from fifth in the qualifiers, to take the checkered flag in third. Tony Kanaan (Andretti Green Racing), who entered the race the point leader, got a bad break amidst chaotic course conditions, crashing while fighting the handle and retiring early. This dropped him from point leader to third, 32 points away from the new lead. The race was won by Helio Castroneves (Team Penske), following the 12th race at Kentucky. There are 3 races left in the season, with a gap of 81 points between 1st and 5th places.

Nazareth Speedway is a unique short track. Shaped like a triangle with its base as the back stretch, although it is an oval course it is downhill on the back stretch, and uphill from in front of turn 4 until in front of the pits. The banks at the corners are just 3 to 6 degrees, so although it is an oval course, it has characteristics of a road course. The course is also quite narrow, making it one of the toughest courses on the IndyCar series circuit for overtakes.

Kanaan, who started the 225-lap race in 3rd position, was fighting for a top spot, and rose to 2nd place on lap 57 when another car dropped out of the race due to mechanical problems. But then in the 120th lap, just past the halfway point, the car in top position was behind another car about to be lapped, which was blocking his way. The third-position car, failing to notice the slower car, crashed into Kanaan almost without braking. The two cars both crashed against the outside wall of the course.

Taking advantage of the full-course caution put out for this accident, nearly all cars took their second pit stop on the 123rd lap. Honda's V-8 crew left the pits with good position: Herta in 5th, Roger Yasukawa (Super Aguri Fernandez Racing) in 7th, Dan Wheldon (Andretti Green Racing) in 8th, and Kenny Brack (Team Rahal) in 9th.

After the restart, Herta passed one car to move up to 4th position, then started conserving fuel as best he could, in order to make it to the goal without refueling. Without a full-course caution, there was only one driver in front of Herta capable of reaching the goal without refueling. But then on the 200th lap, with only 26 laps to go, Alex Barron crashed, and a full-course caution continued for 11 laps. This allowed every driver to race without regard to fuel, spoiling Herta's strategy.

Herta went up a position when another car had an accident, finishing 3rd after the 12th race in Kentucky. Brack, who qualified 8th, finished in the top 5 for the 5th time this season. Wheldon finished 7th, and Yasukawa 8th. Herta, Wheldon and Yasukawa each moved up 1 position in the point standing: Herta moved from 16th to 15th; Yasukawa moved from 12th to 11th; and Wheldon moved from 14th to 13th. Yasukawa remains in the lead in the battle for points to win Rookie of the Year, although his lead over Wheldon shrank from 20 points to 18.